RNS Number : 1168C
26 April 2012
26 April 2012
ANNUAL GENERAL MEETING
Powerflute Oyj ("Powerflute" or the "Company"), the packaging and paper group, announces that the Annual General Meeting of shareholders ("AGM") held today in Kuopio, Finland resolved in favour of all matters in accordance with the proposals of the Board of Directors and its Committees as presented in the Notice of the AGM published on 5 April 2012.
Adoption of accounts and discharge from liability
The AGM approved and adopted the Company's annual accounts for the financial year ended 31 December 2011 and granted the Board of Directors and the Chief Executive Officer discharge from any responsibility or liability for the period.
Resolution on use of profits and payment of dividend
The AGM resolved that a dividend of 1.30 cent per share will be paid for the financial year ended 31 December 2011. The record date for the dividend is 2 May 2012 and payment will be made on 18 May 2012.
Remuneration of Directors
The AGM resolved that the remuneration of the Directors for the term ending at the close of the Annual General Meeting in 2013 should be as follows:
Chairman EUR 100,000 per annum
Other Directors EUR 50,000 per annum
In addition, it was resolved that additional compensation of EUR 10,000 per annum should be paid to the Chairmen of each of the Board's principal committees and that the Directors should be entitled to reimbursement of any costs incurred by them in the performance of their duties.
Composition and membership of the Board of Directors
The AGM resolved that the Board of Directors should consist of seven members. Of the current members, Dermot F. Smurfit, Marco Casiraghi, Christopher Knight, Juha Niemela, William Anthony Smith, Dermot S. Smurfit and David Walton were re-elected and will serve as Directors until the end of the next Annual General Meeting to be held in 2013. Dr Ulrich Scheufelen did not seek re-election.
Remuneration and re-election of auditor
It was resolved that the auditor's fees should be paid as invoiced and Ernst & Young Oy, an auditing entity authorised by the Central Chamber of Commerce of Finland, was re-elected to act as the auditor of the Company until the end of the Annual General Meeting in 2012.
Repurchase of the Company's own shares
The proposals made by the Board of Directors on the granting of authority to them for the repurchase of the Company's own shares and the issue of new shares were adopted, thereby authorising the Directors to resolve on the repurchase of up to 9.6% of the Company's own shares as well as the issuance of new shares and the issuance of options and other special rights or entitlements to shares representing up to 20.7% of the shares of the Company currently in issue. It was resolved that these authorities shall remain effective until 30 June 2013, unless revoked or altered earlier than this by a General Meeting of shareholders.
Decisions of the Board of Directors
At its meeting held after the AGM, the Board of Directors elected from among its members the following:
Dermot F Smurfit was elected as Chairman of the Board of Directors
Christopher Knight was elected as Senior Independent Director
Christopher Knight, Juha Niemela, Tony Smith and Dermot S Smurfit were elected as members of the Audit Committee and Christopher Knight was appointed as Chairman of this Committee.
Christopher Knight, Juha Niemela, Tony Smith and Dermot S Smurfit were elected as members of the Remuneration Committee and Tony Smith was appointed as Chairman of this Committee.
Christopher Knight, Juha Niemela, Tony Smith and Dermot S Smurfit were elected as members of the Nomination Committee and Juha Niemela was appointed as Chairman of this Committee.
For further information, please contact:
Dermot Smurfit (Chairman) c/o Billy Clegg, FTI Consulting
Marco Casiraghi (Chief Executive +44 20 7269 7157
David Walton (Chief Financial
Canaccord Genuity Limited
Mark Dickenson +44 20 7523 8350
Pareto hman AB
Ms Arja Vayrynen +358 9 8866 6029
Oliver Winters +44 20 7831 3113
FTI Consulting (Ireland)
Jonathan Neilan +353 1 663 3686
Powerflute Oyj ("the Company" or "Powerflute") is a paper and packaging group quoted on the AIM market of the London Stock Exchange (Ticker: POWR) and on NASDAQ OMX First North, the alternative market of NASDAQ OMX Helsinki (Ticker POW1V). Through its subsidiary Savon Sellu Oy, the Group operates a paper mill in Kuopio, Finland which produces a specialised form of semi-chemical fluting made from locally sourced birch. Corrugated boxes manufactured using Nordic semi-chemical fluting demonstrate strength and moisture resistance and are used for transportation of fruit and vegetables, high-value industrial goods such as electrical appliances and automotive components. The Kuopio mill is one of only three suppliers of Nordic semi-chemical fluting in Europe.
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